(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

May 16, 2019

(Date of
Event which Requires Filing of this Statement)

If the filing person has
previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e),240.13d-1(f) or 240.13d-1(g), check the following box. ☑

Note: Schedules filed in paper format shall
include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

*

The remainder of this cover page shall be filled out for a reporting persons initial filing on this form
with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities
Exchange Act of 1934, as amended (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 11776U300

1.

Names of
Reporting Persons

Palogic Value Management, L.P.

2.

Check the Appropriate Box if a Member
of a Group (See Instructions)

(a) ☑ (b) ☐

3.

SEC Use Only

4.

Source of Funds (See Instructions)

AF

5.

Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)

Based upon 12,837,534 shares of Common Stock of the Issuer outstanding as of April 30, 2019, as disclosed
in the Issuers Quarterly Report on Form 10-Q filed on May 14, 2019 by the Issuer with the SEC for the quarterly period ended March 31, 2019.

CUSIP No. 11776U300

1.

Names of
Reporting Persons

Palogic Value Fund, L.P.

2.

Check the Appropriate Box if a Member
of a Group (See Instructions)

(a) ☑ (b) ☐

3.

SEC Use Only

4.

Source of Funds (See Instructions)

WC

5.

Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)

Based upon 12,837,534 shares of Common Stock of the Issuer outstanding as of April 30, 2019, as disclosed
in the Issuers Quarterly Report on Form 10-Q filed on May 14, 2019 by the Issuer with the SEC for the quarterly period ended March 31, 2019.

CUSIP No. 11776U300

1.

Names of
Reporting Persons

Palogic Capital Management, LLC

2.

Check the Appropriate Box if a Member
of a Group (See Instructions)

(a) ☑ (b) ☐

3.

SEC Use Only

4.

Source of Funds (See Instructions)

AF

5.

Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)

Based upon 12,837,534 shares of Common Stock of the Issuer outstanding as of April 30, 2019, as disclosed
in the Issuers Quarterly Report on Form 10-Q filed on May 14, 2019 by the Issuer with the SEC for the quarterly period ended March 31, 2019.

CUSIP No. 11776U300

1.

Names of
Reporting Persons

Ryan L. Vardeman

2.

Check the Appropriate Box if a Member
of a Group (See Instructions)

(a) ☑ (b) ☐

3.

SEC Use Only

4.

Source of Funds (See Instructions)

AF

5.

Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)

Includes 9,375 shares of Common Stock of the Issuer that the reporting person has the right to acquire within
60 days of the date of this Schedule 13D pursuant to stock options to acquire shares of Common Stock of the Issuer.

(2)

Based upon 12,837,534 shares of Common Stock of the Issuer outstanding as of April 30, 2019, as disclosed
in the Issuers Quarterly Report on Form 10-Q filed on May 14, 2019 by the Issuer with the SEC for the quarterly period ended March 31, 2019 and 9,375 shares of Common Stock of the Issuer that
the reporting person has the right to acquire within 60 days of the date of this Schedule 13D pursuant to stock options to acquire shares of Common Stock of the Issuer.

This Amendment No. 2 to Schedule 13D is jointly filed by and on behalf of each of the
Reporting Persons to amend the Schedule 13D related to the common stock, no par value (the Common Stock), of BSQUARE Corporation, a Washington corporation (the Issuer) initially filed with the
Securities and Exchange Commission (the SEC) on May 18, 2018, as amended and/or supplemented by Amendment No. 1 to the Schedule 13D filed on June 27, 2018 (as amended, the Schedule
13D). Each capitalized term used and not defined herein shall have the meaning assigned to such term in the Schedule 13D. Except as otherwise provided herein, each Item of the Schedule 13D remains unchanged.

Item 3. Source and Amount of Funds or other Consideration

Item 3 is hereby amended and supplemented as follows:

Between August 17, 2018 and May 17, 2019, Palogic Value Fund expended an aggregate of approximately $341,313 (excluding
commissions) to acquire an additional 198,000 shares of Common Stock of the Issuer in various open market transactions. The funds used for the purchase of these additional shares of Common Stock of the Issuer reported in this Schedule 13D were
derived from general working capital of Palogic Value Fund.

Item 5. Interest in Securities of the Issuer

Item 5 is hereby amended and restated in its entirety as follows:

(a) The aggregate number and percentage of the class of securities identified pursuant to Item 1 beneficially owned by each Reporting
Person is stated in Items 11 and 13 on the cover page(s) hereto.

Each Reporting Person declares that neither the filing of this Schedule
13D nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this Schedule 13D.

Each Reporting Person may be deemed to be a member of a group with respect to the Issuer or securities of the Issuer for the purposes of
Section 13(d) or 13(g) of the Act. Each Reporting Person declares that neither the filing of this Schedule 13D nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the
Act or any other purpose, (i) acting (or has agreed or is agreeing to act) with any other person as a partnership, limited partnership, syndicate or other group for the purpose of acquiring, holding or disposing of securities of the Issuer or
otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any syndicate or group with respect to the Issuer or any securities of the Issuer.

(b) Number of shares as to which each Reporting Person has:

(i)

sole power to vote or to direct the vote:

See Item 7 on the cover page(s) hereto.

(ii)

shared power to vote or to direct the vote:

See Item 8 on the cover page(s) hereto.

(iii)

sole power to dispose or to direct the disposition of:

See Item 9 on the cover page(s) hereto.

(iv)

shared power to dispose or to direct the disposition of:

See Item 10 on the cover page(s) hereto.

Palogic Value Fund is the record and direct beneficial owner of the securities covered by
this Schedule 13D. Palogic Value Fund has the power to vote or to direct the vote of (and the power to dispose or direct the disposition of) the shares of Common Stock owned by it.

As the general partner of Palogic Value Fund, Palogic Value Management may be deemed to have the shared power to vote or to direct the vote of
(and the shared power to dispose or direct the disposition of) any shares of Common Stock owned by Palogic Value Fund. Palogic Value Management does not own any shares of Common Stock directly and disclaims beneficial ownership of any shares of
Common Stock owned by Palogic Value Fund.

As the general partner of Palogic Value Management, Palogic Capital Management may be deemed to
have the shared power to vote or to direct the vote of (and the shared power to dispose or direct the disposition of) any shares of Common Stock beneficially owned by Palogic Value Management. Palogic Capital Management does not own any shares of
Common Stock directly and disclaims beneficial ownership of any shares of Common Stock beneficially owned by Palogic Value Management.

As
the sole member of Palogic Capital Management, Mr. Vardeman may be deemed to have the shared power to vote or to direct the vote of (and the shared power to dispose or direct the disposition of) any shares of Common Stock beneficially owned by
Palogic Capital Management. As of the date hereof, Mr. Vardeman does not beneficially own any shares of Common Stock directly and disclaims beneficial ownership of any shares of Common Stock beneficially owned by Palogic Capital Management.

As of the date hereof, no Reporting Person owns any shares of Common Stock of the Issuer other than as set forth in this Item 5.

(c) Other than as set forth on Annex A hereto, there have been no transactions in the class of securities reported on that were effected
by the Reporting Persons during the past sixty days or since the most recent filing of Schedule 13D, whichever is less.

(d) Not
applicable.

(e) Not applicable.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.

Date: May 20, 2019

PALOGIC VALUE MANAGEMENT, L.P.

By:

Palogic Capital Management, LLC

Its:

General Partner

By:

/s/ Ryan L. Vardeman

Name:

Ryan L. Vardeman

Title:

Sole Member

PALOGIC VALUE FUND, L.P.

By:

Palogic Value Management, L.P.

Its:

General Partner

By:

Palogic Capital Management, LLC

Its:

General Partner

By:

/s/ Ryan L. Vardeman

Name:

Ryan L. Vardeman

Title:

Sole Member

PALOGIC CAPITAL MANAGEMENT, LLC

By:

/s/ Ryan L. Vardeman

Name:

Ryan L. Vardeman

Title:

Sole Member

/s/ Ryan L. Vardeman

RYAN L. VARDEMAN

ANNEX A

RECENT TRANSACTIONS BY THE REPORTING PERSONS IN THE SECURITIES OF BSQUARE CORPORATION

Entity

Date ofTransaction

Description

of Transaction

SharesAcquired

PricePer Share

Palogic Value Fund, L.P.

05/16/2019

Open Market Purchases

61,205

$1.5064 (1) (2)

Palogic Value Fund, L.P.

05/17/2019

Open Market Purchases

38,795

$1.4954 (1) (3)

(1)

Excluding commissions.

(2)

This price represents the approximate weighted average price per share of Common Stock of the Issuer
(Shares), of purchases that were executed at prices ranging from $1.46 to $1.51 per Share. The reporting persons undertake to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security
holder of the Issuer, full information regarding the price per Share and the number of Shares purchased at each price.

(3)

This price represents the approximate weighted average price per Share of purchases that were executed at
prices ranging from $1.44 to $1.51 per Share. The reporting persons undertake to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the price per Share and
the number of Shares purchased at each price.